Unaudited interim condensed consolidated financial statements for the six
months ended 31 January 2023

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Financial statements

Interim condensed consolidated statement of profit or loss and other comprehensive income For the six months ended 31 January 2023

Figures in Rand thousand Notes Unaudited for
the six months
to 31 January
2023
Unaudited
restated* for
the six months
to 31 January
2022
Continuing operations      
Revenue 6 3 214 962 2 979 854
Cost of sales   (2 281 055) (2 118 847)
Gross profit   933 907 861 007
Net financial asset impairment reversals 8 5 804 4 157
Operating expenses   (829 355) (702 778)
Operating profit   110 356 162 386
Investment income 4 579 4 446
Finance costs   (102 237) (97 129)
Profit before taxation   12 698 69 703
Taxation   (49 662) (29 847)
(Loss)/profit for the period from continuing operations   (36 964) 39 856
Profit/(loss) for the period from discontinued operations 9 31 634 (17 679)
(Loss)/profit for the period   (5 330) 22 177
Other comprehensive income      
Items that may be reclassified to profit or loss      
Exchange differences on translation of foreign operations^   (28 095) 14 184
Total comprehensive (loss)/income for the period   (33 425) 36 361
(Loss)/profit attributable to:      
Owners of EOH Holdings Limited   (7 038) 21 139
Non-controlling interests   1 708 1 038
    (5 330) 22 177
Total comprehensive (loss)/income attributable to:      
Owners of EOH Holdings Limited   (29 338) 35 210
Non-controlling interests   (4 087) 1 151
    (33 425) 36 361
From continuing and discontinued operations (cents)      
(Loss)/earnings per share   (3) 8
Diluted (loss)/earnings per share   (3) 7
From continuing operations (cents)      
(Loss)/earnings per share   (14) 14
Diluted (loss)/earnings per share   (14) 14
* Comparative figures previously reported have been amended to reflect the effects of the bonus element of the renounceable rights offer to qualifying shareholders. Further
detail regarding this transaction is provided in note 15.
^ This component of other comprehensive income does not attract any tax.

Interim condensed consolidated statement of financial position As at 31 January 2023

Figures in Rand thousand Notes Unaudited at
31 January
2023
Audited at
31 July
2022
Assets      
Non-current assets      
Property, plant, equipment and right-of-use assets   151 475 184 788
Intangible assets   90 192 83 515
Goodwill 11 674 574 674 574
Other financial assets   15 000 18 150
Deferred taxation   109 306 105 705
Finance lease receivables   4 546 10 723
    1 045 093 1 077 455
Current assets      
Inventories 12 82 721 90 122
Other financial assets   50 171 13 851
Current taxation receivable   33 999 35 095
Finance lease receivables   70 630 70 592
Trade and other receivables   2 007 337 1 828 655
Cash and cash equivalents   236 686 410 955
    2 481 544 2 449 270
Assets held for sale 13 74 573 225 532
Total assets   3 601 210 3 752 257
Equity and liabilities      
Equity      
Stated capital 15 4 217 285 4 217 285
Shares to be issued to vendors   393
Other reserves   465 067 494 754
Accumulated loss   (4 683 725) (4 678 738)
Equity attributable to the owners of EOH Holdings Limited   (1 373) 33 694
Non-controlling interests   22 273 26 360
Total equity   20 900 60 054
Liabilities      
Non-current liabilities      
Other financial liabilities 16 500 349 496 486
Lease liabilities   37 837 51 438
Deferred taxation   38 933 28 258
    577 119 576 182
Current liabilities      
Other financial liabilities 16 896 047 937 876
Current taxation payable   16 273 36 481
Lease liabilities   38 894 55 449
Trade and other payables   1 837 549 1 700 828
Provisions 17 192 202 315 751
    2 980 965 3 046 385
Liabilities directly associated with assets held for sale 13 22 226 69 636
Total liabilities   3 580 310 3 692 203
Total equity and liabilities   3 601 210 3 752 257

Interim condensed consolidated statement of changes in equity For the six months ended 31 January 2023

Figures in Rand thousand Stated
capital
Shares
to be
issued to
vendors
Other
reserves
Accumulated
loss
Equity
attributable
to the owners
of EOH
Holdings
Limited
Non-
controlling
interests
Total
equity
Audited balance at 1 August 2021 4 217 285 393 598 500 (4 658 537) 157 641 20 153 177 794
Profit for the period 21 139 21 139 1 038 22 177
Other comprehensive income 14 071 14 071 113 14 184
Share-based payments 9 139 9 139 9 139
Unaudited balance at 31 January 2022 4 217 285 393 621 710 (4 637 398) 201 990 21 304 223 294
Audited balance at 1 August 2022 4 217 285 393 494 754 (4 678 738) 33 694 26 360 60 054
(Loss)/profit for the period (7 038) (7 038) 1 708 (5 330)
Other comprehensive loss (22 300) (22 300) (5 795) (28 095)
Transfers within equity* (393) (1 658) 2 051
Share-based payments (3 500) (3 500) (3 500)
Share-based payments paid out during the period (2 229) (2 229) (2 229)
Unaudited balance at 31 January 2023 4 217 285 465 067 (4 683 725) (1 373) 22 273 20 900
Notes 15
* Transfers within equity are transfers from shares to be issued to vendors for expired shares and share-based payments reserve on disposed companies.

Interim condensed consolidated statement of cash flows For the six months ended 31 January 2023

Figures in Rand thousand Notes Unaudited
for the
six months
to 31 January
2023
Unaudited
for the
six months
to 31 January
2022
Cash flows from operating activities      
Cash generated from operations 19 4 676 257 611
Investment income received 4 607 5 194
Interest paid (89 565) (94 321)
Taxation paid   (57 943) (44 300)
Net cash (outflow)/inflow from operating activities (138 225) 124 184
Cash flows from investing activities    
Additions to property, plant and equipment (20 258) (31 257)
Proceeds on the sale of property, plant, equipment and intangible assets   1 167 5 736
Intangible assets acquired (24 712) (27 436)
Cash receipt from disposal of businesses, net of cash given up 92 117 77 868
Increase in restricted cash (112 768) (77 249)
Decrease in restricted cash   107 556 4 094
Net cash inflow/(outflow) from investing activities 43 102 (48 244)
Cash flows from financing activities    
Repayment of other financial liabilities (104 120) (3 950)
Principal elements of lease payments   (31 958) (55 080)
Net cash outflow from financing activities (136 078) (59 030)
Net (decrease)/increase in cash and cash equivalents (231 201) 16 910
Cash and cash equivalents at the beginning of the period 410 955 437 237
Assets held for sale at the beginning of the period 47 412 88 444
Assets held for sale at the end of the period (28 658) (116 089)
Exchange losses on cash and cash equivalents   (6 462) (2 527)
Cash and cash equivalents at the end of the period   192 046 423 975

Cash and cash equivalents includes bank overdrafts of R45 million (period ended 31 January 2022: Rnil).

Segment results For the six months ended 31 January 2023

The reportable segments of the Group have been identified based on the nature of the business activities. The business is managed in three major segments and this remains consistent with the prior period. This basis is representative of the internal structure of the Group for management purposes. The Chief Operating Decision Maker (“CODM”) is the Group Executive Committee.

iOCO is an information technology (“IT”) business focused on traditional and cutting-edge technology system integration with a range of solutions, products and services across the IT value chain.

NEXTEC consists of various businesses focused on business process outsourcing and intelligent infrastructure at various stages of incubation for growth and scaling.

IP comprised a group of high-potential intellectual property companies with scaled technology ready to take to market with partners. The last of the IP businesses were sold in the prior financial year and all prior period results for IP are shown as discontinued operations.

The CODM is not presented with secondary information in the form of geographic information, and, as a result, geographic information is not disclosed in the segment results. Liabilities and assets are also not regularly provided to the CODM and are not disclosed in the segment results.

Adjusted EBITDA is defined as profit/loss before depreciation, amortisation, share-based payments, gain/loss on disposal of subsidiaries and associates, impairments of non-financial assets, loss on disposal of assets, changes in fair value of vendors for acquisition liability, interest income, interest expense, corporate overheads and current and deferred tax.

Revenue, gross profit and adjusted EBITDA

  Unaudited for the six months to 31 January 2023   Unaudited for the six months to 31 January 2022
Figures in Rand thousand iOCO NEXTEC IP Recon-  
ciliation^
Total   iOCO NEXTEC IP Recon-  
ciliation^
Total
External 2 359 924 883 894 3 243 818   2 304 576 907 154 299 745 3 511 475
Hardware sales 176 193 259 099 435 292   145 009 172 465 5 124 322 598
Services 1 820 238 609 785 2 430 023   1 871 874 709 775 291 268 2 872 917
Software/licence contracts 357 667 6 464 364 131   270 542 4 784 3 150 278 476
Rentals 5 826 8 546 14 372   17 151 20 130 203 37 484
Intersegment 61 206 12 349 (73 555)   101 853 32 292 2 365 (136 510)
Hardware sales 2 784 1 119 (3 903)   12 955 1 459 (14 414)
Services 50 509 11 230 (61 739)   77 622 30 833 2 365 (110 820)
Software/licence contracts 7 259 (7 259)   9 987 (9 987)
Rentals 654 (654)   1 289 (1 289)
Gross revenue 2 421 130 896 243 (73 555) 3 243 818   2 406 429 939 446 302 110 (136 510) 3 511 475
Gross profit 725 758 273 309 (65 123) 933 944   697 596 271 805 154 686 (75 542) 1 048 545
Gross profit (%) 30.0% 30.5% 28.8%   29.0% 28.9% 51.2% 29.9%
^ Reconciliation comprises elimination of intersegment transactions.

The above table comprises both continuing and discontinued operations.

  Unaudited for the six months to 31 January 2023   Unaudited for the six months to 31 January 2022
Figures in Rand thousand iOCO NEXTEC IP Recon-  
ciliation^
Total   iOCO NEXTEC IP Recon-  
ciliation^
Total
Adjusted
EBITDA
239 336 28 290 (97 064) 170 562   244 918 47 069 64 067 (16 567) 339 487
Adjusted
EBITDA (%)
9.9% 3.2% 5.3% 10.2% 5.0% 21.2% 9.7%
Material expenses included in adjusted EBITDA:
Employee costs 1 123 798 334 435 110 751 1 568 984   1 137 137 374 765 148 372 96 058 1 756 332
^ Reconciliation comprises elimination of intersegment transactions and includes head office expenses.

The above table comprises both continuing and discontinued operations.

Adjusted EBITDA reconciliation

Figures in Rand thousand Notes Unaudited for
the six months
to 31 January
2023
Unaudited for
the six months
to 31 January
2022
Operating profit   141 962 167 122
Operating profit from continuing operations   110 356 162 386
Operating profit from discontinued operations                     9 31 606 4 736
Depreciation   50 836 88 445
Amortisation   11 872 26 254
IAS 36 impairment losses on non-financial assets*   619
IFRS 5 remeasurement to fair value less costs to sell*   2 616 41 948
Loss on disposal of intangible assets and property, plant and equipment   592 3 308
Share-based payment expense   4 835 9 139
Write-off of vendors for acquisition                           16 (188)
(Profit)/loss on disposal of subsidiaries and equity-accounted investments   (41 963) 2 652
Adjusted EBITDA   170 562 339 487
* Comparative amounts of impairment losses on non-financial assets have been disaggregated further to disclose such impairments related to IAS 36 impairments of goodwill and IFRS 5 remeasurements to fair value less costs to sell to more accurately reflect the nature of impairment losses on non-financial assets.